The nominations for the 84th Academy Awards have been announced, and as we predicted, there were some surprises. But even we weren’t expecting some of these shockers, such as the inclusion of Extremely Loud and Incredibly Close in the Best Picture field. Yes, the Best Picture field just got a bit noisier.

Extremely Loud and Incredibly Close was among 9 films nominated for Best Picture along with The Artist, The Descendants, The Help, Hugo, Midnight in Paris, Moneyball, The Tree of Life, and War Horse. It also picked up a nomination for actor Max von Sydow in the Supporting Actor category.

Along with the inclusion of The Tree of Life in the Best Picture field, director Terrence Malick was nominated for Best Director, likely serving as David Fincher’s replacement, as he was the only one nominated by the Directors Guild and not by the Academy. The Girl with the Dragon Tattoo also missed out on a Best Picture nomination, but it did pick up a nomination that served as one of the morning’s other surprises.

Rooney Mara, for her performance as Dragon Tattoo‘s goth-punk hacker heroine Lisbeth Salander, earned a nomination alongside Glenn Close (Albert Nobbs), Viola Davis (The Help), Meryl Streep (The Iron Lady), and Michelle Williams (My Week with Marilyn) in the Best Actress field. It was Tilda Swinton, not Glenn Close as many predicted, that was kicked out of the field to make room for the fresh-faced Mara.

The acting categories were full of mini-surprises across the board. Demian Bichir, a little-known Mexican actor, picked up a nomination for Best Actor for his role in A Better Life. Joining him were Hollywood heavyweights George Clooney (The Descendants), Gary Oldman (Tinker Tailor Soldier Spy), and Brad Pitt (Moneyball) as well as Jean Dujardin for The Artist. The nod was Oldman’s first from the Academy, a recognition that is long overdue.

The nominees for Best Supporting Actress, the first to be announced by AMPAS President Tom Sherak and last year’s Best Actress nominee and star of The Hunger Games Jennifer Lawrence, are Berenice Bejo (The Artist), Jessica Chastain (The Help), Melissa McCarthy (Bridesmaids), Janet McTeer (Albert Nobbs), and Octavia Spencer (The Help). Notable is the exclusion of Shailene Woodley, who was overlooked by the Academy for her performance alongside Clooney in The Descendants.

Joining Max von Sydow in the Supporting Actor field are Kenneth Brannagh (My Week with Marilyn), Jonah Hill (Moneyball), Nick Nolte (Warrior), and heavy favorite Christopher Plummer (Beginners). It’s exciting to see Jonah Hill pick up a nomination, but it’s equally disappointing to see Albert Brooks left off the list for his understated performance in Drive. But when it comes to the Academy’s votes, who are we to argue? We’ve got no say.

Along with Best Picture and Best Director, Woody Allen’s Midnight in Paris was nominated for Best Original Screenplay, marking the 15th time he’s been nominated for the award, which he last won in 1987 for Hannah and Her Sisters. Joining Midnight in Paris are Bridesmaids, The Artist, A Separation, and in a bit of a shocker, Margin Call. 50/50, a compelling comedy/drama written by Will Reiser about his experiences in dealing with cancer, appears to have been knocked out of the field by Margin Call.

In the Best Adapted screenplay category, there are a couple surprises and snubs to note. While Moneyball, The Descendants, and Hugo earned well-deserved nominations, it’s surprising to see The Help and The Girl with the Dragon Tattoo left out of the field. Replacing those two are The Ides of March, George Clooney’s adaptation of the play Farragut North, and Tinker Tailor Soldier Spy, the adaptation of the British spy novel from Jon le Carré.

The entire Best Animated Feature category could be seen as one huge shocker. No The Adventures of Tintin, which won at the Golden Globes and the Producers Guild Awards. Slightly less surprising is the exclusion of animation studio Pixar, whose Cars 2 became that studio’s first critical failure after a successful decades-long run. The field is filled out by A Cat in Paris and Chico & Rita, two films that most have likely not heard of, let alone seen; Kung-Fu Panda 2; Puss in Boots; and Rango, which seems to be the favorite now with Tintin out of the picture. Other notable exclusions include Arthur Christmas and Winnie the Pooh, both critically acclaimed but apparently not meeting the Academy’s standards.

Iran’s A Separation is the big winner in the foreign language film category, as it earned a Best Original Screenplay nomination to go along with its nomination for Best Foreign Language Film. Joining it are Bullhead (Belgium), Footnote (Israel), In Darkness (Poland), and Monsieur Lazhar (Canada). Excluded from the conversation was Pina from Germany, which was much talked about in this category but ultimately walks away happy with its nomination for Best Documentary feature.

Martin Scorsese’s Hugo was nominated in nearly all of the technical and art categories, including Cinematography, Film Editing, Visual Effects, Sound Editing, Sound Mixing, Art Direction, and Costume Design. It also picked up a nomination for Best Original Score, where last year’s winners Trent Reznor and Atticus Ross (The Social Network) were left out of the field despite their harrowing work on The Girl with the Dragon Tattoo.

Hugo leads the field with 11 nominations, no surprise given its critical and audience appeal as well as its stunning effects. Best Picture-favorite The Artist scored 10 nominations, while Moneyball and War Horse notched 6 each. The Descendants earned 5 nominations, The Help and Midnight in Paris earned 4 each, and The Tree of Life picked up 3 nominations. The other Best Picture nominee, Extremely Loud and Incredibly Close, earned two.

Check out the full list of nominees in our pages here or head over to the AMPAS website.